>> you would think with this watch i got from flavor flav, i could be on time. [laughter] >> and sheryl is, of course, the white rabbit, everyone. [cheers and applause] now we have so much in store for you today. we'll meet "wonderland's" most unforgettable characters as played by some of your favorite celebrities. [cheers and applause] >> we've got a very good halloween feast from world class chef cat cora. [cheers and applause] and we're giving away some wonderful prizes that you at home could win. [cheers and applause]

sheryl, i'm concerned. can you breathe under there? you have to breathe out of your mouth? >> yeah. the nose is good. i'm mad at y'all. because when you guys said i'm going to dress up as a white rabbit, i was thinking jessica rabbit. [cheers and applause] [laughter] >> how long to get into this for you? >> i think, what, about three or four hours. >> well, you look amazing. >> look at all that fur and jewelry i get to wear. [applause] >> what if you have an itch on your nose? >> that's got to -- [laughter] [applause] >> mrs. o, you're divine. >> well, excuse me but you look fantastic. >> thank you. thank you. i have to tell you, aisha, you

look fabulous. the party feels like you're in this psychedelic version of "cats." >> after this i'm going to go to a rave and get out my glow sticks. [laughter] but i really hope that nobody here -- i have to close my eyes so you can see my eye. i hope nobody here is allergic. >> cool. >> i hope nobody here has allergies because i'm shedding up a storm. >> and your whiskers are weapons. >> and i feel like i might have a -- sorry. [cheers and applause] >> sara's so happy to having a dress. >> you guys know you can torture me, you always look forward to halloween. [laughter] >> it's just gorgeous. >> now, when i was getting in makeup today before they put on the eyebrows and just the white makeup, i felt like i was in

madam butterfly. and then they put on the eyelashes and i look like rip taylor. what -- ooh. i've got something in my hat. ooh, wait a minute. what do you know, it's our first giveaway. [cheers and applause] our entire studio audience is dressed as flowers today because we thought it was only appropriate to send you all home with a $100 gift certificate to 1-800-flowers. 1-800-flowers provides truly beautiful arrangements. from fall decor to center pieces. for a chance to win a gift card at home, log on to thetalk.com.

all right, now it is time to bring out our first guest to our mad tea party. this woman of wonderland deserve as welcome fit for a queen. she started in movies like "legally blonde" and "the american pie" series. and now you can see her every week on the comedy "2 broke girls." take a look. >> i never noticed you had a club. i would have set you up with my brother. i can help. i always carry my gym shoes in my bag. i'm sorry that's conservative, but the weight room is a real meat rack. >> please welcome jennifer coolidge! [cheers and applause]

>> how do you feel? >> you know, i wish there was more of this going on like every day. i think it would be great to show up at a board meeting or something. >> i dare you. >> for once in my life, i feel powerful. [cheers and applause] >> because you love costume parties. >> i love halloween. i love costume parties. >> you bought a place in new orleans and you're throwing a huge halloween party. what goes on in new orleans in

halloween? >> no one buys them down there. they make them. and one day a friend of mine was staying with me. look out the window. and there was a piece of cake walking down the street. i'm not kidding. there was no head on it. there was no head. and then there was like a spoon following it. and there was a fork. there was a bowl on wheels, you know -- >> and then you sobered up? [laughter] [applause] >> ok. on halloween for your party, what are you going to be

dressing up as? >> see, this is the thing, i'm dating a new guy. i don't -- sometimes i choose to be like the tampon or the zit or whatever. [laughter] >> i don't want to do that this year. he doesn't know me well enough -- i can do that next year. i feel like i need to be attractive. >> yes. [cheers and applause] >> you know, she was in the typical bunny costume. it makes such sense the girl that did it because they want to date at the end of the night. they want somebody to go home with. >> the guys want to see the girl in the wonder woman costume. they don't want to see the zit. >> i always try to go with the weird -- go as a bag of grocery. >> no, no, no. >> and get a surprise when no one is interested. >> you should do what sheryl wanted to do, jessica rabbit. you're the perfect one. >> don't go away because our mad tea party from wonderland continues. for tickets to be in our studio audience, visit us on our website.

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>> welcome back. my nemesis, the white queen and she is the very naughty but lovely jennifer coolidge. [cheers and applause] now, jennifer being the fabulous actress thespian that you are, you have often used your acting to be quite naughty. and i heard that you once impersonated your neighbor. >> i did. >> why did you do your neighbor? >> not do do but impersonate. [laughter] >> yeah, her husband couldn't tell the difference. [laughter] >> you know, i was like 14 years old. i had this very glamorous neighbor. she still lives next to my dad, mrs. milani. my mother never wore any makeup. but mrs. milani was so glamorous with painted toes and she had false, you know, really beautiful wigs and painted toenails.

she was my idol. so i put on one of her wigs an i went down to the liquor store. -- and i went down to the liquor store. there were so many people that were in on this. please jennifer make this work, all my little friends. >> at 14? >> yeah. i could do this low voice at 14. i had on her black wig. yeah, i need a bunch of beer and some vodka. [laughter] [applause] >> yeah, yeah. but the thing that's weird is i got away with it. i got away with it. [cheers and applause] >> that probably helped. >> the guy could have been blind. who knows? all i know was it was one of the best things that ever happened. [laughter]

>> but if you have the confidence, that's it. >> i have much more confidence. now i can't beat the system to save my life. [laughter] [applause] >> now, jennifer, before you go, we have to talk about "2 broke girls." you play sophie the polish housekeeper. what can you tell us about what we can expect later on in this season, on the show? >> i'm excited. this episode might be coming out pretty soon. two amish boys come to town. they go to the diner and the girls -- there's this thing called rum springer, the amish boys that they get to experience -- >> outside for a year and if they want to come back to the amish lifestyle they can. >> yes.

no one could be more excited about showing these amish boys -- [cheers and applause] >> jennifer coolidge, everyone. [cheers and applause] >> the naughty jennifer coolidge. "2 broke girls" airs monday night at 9:00 right here on cbs. we'll be right back. up next, you won't believe the tv legends who our dodo bird. [ male announcer ] sponges take your mark. [ female announcer ] one drop of ultra dawn

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but...when i add chicken, barbecue sauce... and cheese...and roll it up woo-wee! i've made a barbecue chicken crescent chow down. pillsbury crescents. let the making begin. heartburn symptoms causedelieve by acid reflux disease. woo-wee! i've made a barbecue chicken crescent chow down. osteoporosis-related bone fractures and low magnesium levels have been seen with nexium. possible side effects include headache, diarrhea, and abdominal pain. other serious stomach conditions may still exist. talk to your doctor about nexium. >> our adventures in wonder land continues with our next guest. you know her as the lovable thelma mama harper on "mama's family." >> you are really nuts. >> nuts? >> you aren't playing with a pole dead unit.

i think somebody blew your pilot light out. >> please welcome the woman funny enough to be our dodo bird, vicki lawrence! [cheers and applause] >> you can always tell when you're pregnant, right? >> it won't be long. once that thing gets out of my butt. [laughter] >> you're used to dressing up like this because you love halloween and you love -- >> well, i don't dress up at halloween because i feel like i've spent my whole life dressing up. but our house when the kids were little it was the place.

the dads would get a cocktail. take the kids trick or treating. we would man the doors. we would decorate to death. my husband would fix a cocktail, put all his makeup out on the kitchen and he would do makeup on us. >> because he was a makeup artist. >> he was the head of cbs makeup. >> wow! [cheers and applause] >> you guys actually met on the set of "the carol burnett show" right? >> we did. i'm sorry. it's very hard to turn your head. and then your ear gets stuck in there. you can hardly hear. actually we met. he came to cbs -- the first day he came to cbs, carol and our secretary, we were sitting backstage. al walked by the door.

and carol said who is that. alan schultz, he's the new makeup man. carol said, i don't care if he doesn't know what a powder puff is, i want him on my face tomorrow. [cheers and applause] >> she meant that professionally. but anyway -- that's how we met. >> so vicki, you are beautiful. but how much makeup did you wear as "mama"? >> none. carol and i used to do two sets of upper lashes. please, look at the eye makeup going on. we would do a set of lower lashes and you would basically do the stage makeup. it was when we realized that the family was going to be a running sketch. al said we've got to take a

minute to rip the lashes off and make you look old. >> i basically look nothing. >> how did you make your mouth look like that? >> just by doing it. [cheers and applause] you just crinkle your lips up and do it. that's what happens when all the estrogen leaves. your lips just goes. >> now "the carol burnett show" ran for 11 seasons. it's all available now as part of this big d.v.d. set but what else can fans find on this d.v.d. collection? >> time life put this collection together. if you know them at all you know they do a beautiful job. there were hours and hours of bonus features. we all told stories on each other, a lot of which carol had never heard. there are interviews with a are the of young comics that found carol inspirational like amy pohler and jane lynch.

i didn't even know jane lynch wrote me a fan letter because she thought she was going to get on the show like i was. i was going to be her connection. i wasn't. >> vicki lawrence, thank you so much. vicki is sending everybody in the studio audience the d.v.d.'s from "the carol burnett show." for this and more, go to thetalk.com. we'll be right back. don't twiddle your thumbs, double the fun is coming to wonderland. so stay right there. ~holiday musico high pitched excited squeal yes! thank you! yes! yeah! excited screaming and jumping kids never get this excited about clean teeth. yes, yes , yes! but dogs do. this season, give the gift that makes dogs giddy.

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awww, oh yuck! i didn't smell any of that! febreze air effects doesn't mix, it actually removes odors. [ laughs ] wow, that's incredible. just another way febreze helps you breathe happy. [cheers and applause] >> down the rabbit hole with alice is about to make a magical twist as we meet two classic characters from her unusual journey. tweedle dee and tweedle dumb. please welcome our very good friend, multiplatinum music stars carnie and wendy

wilson! [cheers and applause] >> horrible. horrible. [laughter] >> you guys look so much alike. >> i know. >> we rehearsed that like 50 times. [laughter] >> it was worth it. >> you look so great! >> you look amazing! >> how much fun is this? it's so much fun. we always love having you guys here. >> thank you! [cheers and applause]

>> especially you, carnie. you've got enough on your table. >> this is the first costume that i don't have to worry about my stomach. [laughter] >> my first big girl costume. >> it's adorable. >> now, we know that you two sisters grew up loving halloween in the household. your parents loved it. your father is of course the legendary brian wilson of the beach boys. [cheers and applause] what was halloween like growing up in your household? >> it was amazing. we come from very creative people. so we had great parties. they loved halloween. mom and dad, they took it very seriously. they had parties. they went to parties. i just have this memory of dad being abraham lincoln and looking like abraham lincoln.

>> wow! >> that's a great job. >> we used to go to parties together. but mom was the character, the sonny and cher show. we watched her get ready. >> oh, yeah. >> fabulous. >> with the cigarette. >> the cigarette, the voice, everything. >> the leopard pants. everything. chewing the gum. >> you guys were very competitive about who got the most candy. >> yeah, i'll say. i had to hide my candy. >> are you kidding? i would be like look, wendy, look. i'm not kidding. literally. >> what were your guys favorite costumes growing up? >> wow. probably for me was princess, cinderella. >> for me, my favorite ever, our mom made us -- there we are as princesses. i can't believe our kids are this age. but the one that sticks out at me was the flapper with the tassels. she made those.

she actually made that. that was the best. so great. >> you guys both are now obviously are parents. you have six kids between you. way to pump them out. [laughter] >> two girls and four boys. >> what is halloween like now? >> it's still so much fun. we bought the costumes. they've been wearing them every day. >> aw. >> we had an early start. we went to get pumpkins an my husband rob is master pumpkin carver. just amazing. we got our pumpkins, lola and lucy. lucy had the big eyes. they'll be molded and sunken. >> you are the master cook in your house. you are the best cook ever.

>> thank you. >> do you make pumpkin pie? >> i did. when we went to get our pumpkins -- i said i want a big pumpkin because i want to make a pumpkin pie. he said get this one. it was big and green. i made pumpkin pie that day. it was wonderful. >> delicious. >> we can't let you go without saying congratulations on wilson phillips latest c.d. >> thank you. [cheers and applause] >> we're very excited about it. >> called dedicated. >> we loved -- we always love having you guys. >> thank you! [cheers and applause] >> tweedle dee, tweedle dumb, carnie, wendy wilson, thank you ladies. thank you so much. and happy halloween to you and your family. we'll be right back. up next, cat cora crawls into our wonderland kitchen as the caterpillar. she's making treats you'll want for your fright night party. hey sis,

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bacon. >> that is correct. alice, move up to the fourth spot. take it away. >> yes! she made it. that means everyone in our studio audience is going home with the mp3 player. for your chance to win at home go to thetalk.com. we'll be right back. before the sneeze, help protect with a spray.

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>> if you're going to be in the los angeles area and would like tickets to be in our audience, visit us on our website, thetalk.com. that's thetalk.com. we'd love to see you here with us. >> before we go we want to thanking jennifer coolidge, vicki lawrence, carnie and wendy wilson and cat cora. our studio audience full of flowers. [cheers and applause] and happy halloween. >> whoa. >> ladies in the front row, i can see a lot from down here. remember, it's always the right time to have -- audience: "the talk"! [cheers and applause]

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